CP No. 206 of 2014(O&M)

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IN THE HIGH COURT OF PUNJAB & HARYANA, CHANDIGARH

CP No. 206 of 2014(O&M)

Date of decision: March 9, 2015

In the matter of Sections 391 of the Companies Act, 1956

And

In the matter of Scheme of Amalgamation between

Acclipse India Private Limited, having its registered office at

Plot No.14, Rajiv Gandhi Technology Park, Chandigarh

......Transferor Company No.1

And

Medknow Publications and Media Private Limited, having its

registered office at SCF No.3, Sector 71, Mohali (Punjab)-160071

......Transferor Company No.2/

Petitioner Company

And

Wolter Kluwer Financial and Compliance Services Software

Private Limited, having its registered office at SCF No.3, Sector

71, Mohali (Punjab)-160071

......Transferor Company No.3

with

Wolter Kluwer (India) Private Limited, having its registered

office at SCF No.3, Sector 71, Mohali (Punjab)-160071

.......Transferee Company

CORAM:

HON'BLE MR. JUSTICE AMIT RAWAL

Present:-

Ms. Munisha Gandhi, Senior Advocate with

Mr. Gourav Goel, Advocate and

Mr. Abhilaksh Grover, Advocate

Mr. Tarurag Gaur, Advocate

for the petitioner.

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1.

Whether reporters of local papers may be

allowed to see the judgment ?

2.

To be referred to the reporters or not?

3.

Whether the judgment should be reported in

the digest?

AMIT RAWAL, J (ORAL).

This is a petition filed under Section 391 and 394 of

ARCHANA ARORA

2015.03.17 14:55

I attest to the accuracy and

authenticity of this document

CP No. 206 of 2014(O&M)

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the Companies Act, 1956 whereby the Transferor Company No.1, 2

and 3 by virtue of a scheme sought to be transferred in the

Transferee Company namely M/s Wolter Kluwer (India) Pvt. Ltd.

having registered office at SCF No.3, Sector 71, Mohali (Punjab)-

160071.

This Court vide order dated 22.12.2014 on the basis

of the prayer made in the aforementioned petition directed the

convening of a meeting of the unsecured creditors of the petitioner-

Transferor Company No.2 and further dispensed with the meeting of

the Equity Share- holders of the petitioner-Transferor Company No.2

and also noticed the fact that there are no secured creditors of

petitioner-Transferor Company No.2. For convening the meeting of

unsecured creditors of petitioner-Transferor Company No.2 Sh.

Sudhir Aggarwal and Sh. Bhupeshwar Jaswal, Advocates were

appointed Chairman and Co-Chairman, respectively. The Chairman

has submitted his report dated 18.2.2015. As per the report the

unsecured creditors of Petitioner-Transferor Company No. 2 who

were present in the meeting unanimously voted for approving the

merger of petitioner-Transferor Company without any modification of

Scheme of Amalgamation. The report of the Chairman is taken on

record.

The first motion petition is disposed of accordingly.

(AMIT RAWAL)

JUDGE

March 9, 2015

archana